Welcome to comiXology, brought to you by Iconology, Inc.,
which does business as comiXology, and which will be referred to here as
“comiXology,” the “Company,” or by words such as “us,” “we,” or “our.” As used
here, the term “Website” means www.comixology.com,
and the term “App” means, collectively, applications provided by the Company
for mobile, tablet, laptop, desktop, or other devices. The Website and the App
will enable you to browse, purchase licenses to, and read, in digital form, the
comic books and any related content available through the Website or the App
(“Digital Content”). The term “Service” refers to each of, and any combination
of, the Website, the App, the Digital Content, and related comiXology services.
These Terms of Use (this “Agreement”) govern your use of the Service and is a
legally binding agreement between you and the Company. By using the Service,
you agree that you have read and understood, and agree to be bound by, this
Agreement. If you do not agree, you may not use the Service.

1. Other Applicable Terms of Use

This Agreement is in addition to End User License Agreements
(each, a “EULA,” and collectively, the “EULAs”) or other terms (collectively
with the EULAs, “Supplemental Terms”) provided in connection with the App,
other components of our Service, or in connection with any of the products or
features available through the Service. Such Supplemental Terms are
incorporated herein and by agreeing to this Agreement you are agreeing to be
bound by such Supplemental Terms, as they may be in effect from time to time,
to the extent that you use the App, other components of our Service, or such
products or features. For some components of our Service, we provide
Supplemental Terms, localized for specified foreign countries or regions, that
apply to such components or to customers in specified countries or regions.
Those localized Supplemental Terms govern the services and the end users
specified therein.

2. Limited License to Digital Content

A. Subject to your complete and ongoing compliance with all
the terms and conditions set forth in this Agreement and any applicable
Supplemental Terms (including, without limitation, payment of any applicable
fees, including fees for Digital Content you license), the Company grants you a
limited, non-exclusive, non-transferable, non-sublicensable, revocable license
to access the Digital Content for your personal, non-commercial use. Such
license does not confer on you any ownership interest in such Digital Content.
Words such as “purchase” or “sale” (and similar terms, including all tenses),
as applied to Digital Content (including any Digital Content the Company makes
available for free), refer to the grant to you of a limited license as
described herein.

B. We may, in our sole discretion, make available to you a
DRM-Free Backup (“Backup”) of certain Digital Content. Backups are digital
files without access control features designed to prevent you from copying the
files to your computer or other compatible device. They are provided in
addition to and not instead of the primary versions of the Digital Content to
which they relate and will not have all of the features and functions (such as
our proprietary Guided View reading mode) of the primary versions of the
Digital Content. Backups are Digital Content for purposes of this Agreement,
are provided solely for your personal, non-commercial use, may not be
transferred to others, and are subject to all of the terms of this Agreement,
except that you may copy Backups solely for your personal, non-commercial use.
Backups may contain unique identifiers associating each Backup with your
account and your download of the file from our Service. Those identifiers will
not contain your personally identifiable information and will not be visible to
you. In our sole discretion, we may limit the number of Backups that you
download from our Service for each primary version of Digital Content.

3. Limitations on Use

A. You may not sell, rent, lease, lend, transfer, assign,
sublicense, share any rights to, reproduce, distribute, publicly display or
perform, modify, or prepare any derivative work based on the Service, or
publish or otherwise make the Service available to others. You may not, and may
not encourage, authorize, or assist others to, (a) reverse engineer, decompile,
disassemble, or in any way access or attempt to access the source code for the
Service, or make or attempt to make any modification to the Service, (b)
modify, defeat, interfere with, or circumvent any feature of the Service,
including any security or access control mechanism, including features
requiring payment of the applicable purchase price for any Digital Content, (c)
attempt to probe, scan or test the vulnerability of the Service or to breach
any security or authentication measures, regardless of your motives or intent,
(d) attempt to damage, interfere with, or disrupt the Service to any user,
processor, host or network, including by submitting a virus, worm, or Trojan
horse, (e) attempt to disguise the origin of any message or transmittal that
you send to or through the Service, including by forging headers or otherwise
manipulating identifiers, (f) pretend that you are, or that you represent,
someone else or impersonate any other individual or entity, (g) intercept any
system data, personal information, or other data relating to the Service, (h)
remove any proprietary notices or labels on the Digital Content or other
components of the Service, (i) access or use the Service for any unlawful
purpose, (j) take any action that would impose an unreasonable or
disproportionately large load on our network or other infrastructure, or (k)
use or launch any automated system, including any "deeplink",
"page-scrape", "robot," "spider," "offline
readers," or other method or system that accesses, acquires, copies, or
monitors any part of the Service in a manner that sends more requests to the
Company’s servers or other infrastructure in any period of time than a human
being could reasonably produce in the same period of time by conventional
manual means (provided that the Company grants the operators of public search
engines permission to use spiders to copy materials from the Website for the
sole purpose of creating publicly available searchable indices of the
materials, but not caches or archives of such materials, and the Company
reserves the right in its sole discretion and at any time to revoke such
permission either generally or in specific cases).

B. The Company reserves the right to revoke your license to
the Digital Content if you violate the terms of this Agreement, any applicable
Supplemental Terms, or the Company cannot lawfully continue to permit such
license. You acknowledge and agree that Digital Content may not be available to
view, use or display under certain conditions, such as due to restrictions
imposed by owners or licensors of Digital Content or if the Company or the
owner or licensor of the Digital Content no longer has the legal rights
necessary to authorize distribution of that Digital Content. The Company may
modify or discontinue the offering of any Digital Content at any time. If a
unit of Digital Content becomes unavailable before you access it but after you
purchase it, your sole and exclusive remedy, and the Company’s sole and
exclusive obligation, is a refund of the purchase price paid for such Digital
Content. Any unauthorized use by you of the Digital Content automatically
terminates the license set forth in this Agreement, without prejudice to any
other remedies provided by applicable law or this Agreement.

C. If you are prohibited under applicable law from using the
Service you may not use it.

D. You must be at least thirteen (13) years old to use the
Service, except to the extent that a different minimum age is stated in any
applicable Supplemental Terms, in which case such different minimum age applies
to the services covered by such Supplemental Terms. Use of the Service by
anyone under the age of thirteen (13) (or under such other age as may apply
under applicable Supplemental Terms) is unauthorized and unlicensed. In all
cases, if you are under eighteen (18) years old, you may only use the Service
with the approval of your parents or guardian.

E. Use of the Service for a commercial purpose is
unauthorized and unlicensed.

4. Intellectual Property and Other Rights

The Service is owned and operated by the Company. The
Digital Content, software, visual interfaces, interactive elements, features,
information, graphics, design, compilation, computer code, products, look and
feel, and all other elements of the Service (the “comiXology Materials”), are
protected by the laws of the United States and other jurisdictions relating to
the protection of intellectual property and proprietary rights, including
copyright, patent, trade dress, and trademark laws, as well as laws relating to
data protection and security. All comiXology Materials, including intellectual
property rights therein and thereto, are the property of the Company or its
subsidiaries or affiliated companies and/or third-party licensors. You may not
reproduce, distribute, rent, lease, sell, license, copy, modify, publicly
perform or display, transfer, transmit, publish, edit, adapt, prepare
derivative works based on, or otherwise use the comiXology Materials except as
expressly authorized by this Agreement. The Company reserves all rights not
expressly granted in this Agreement. You shall not acquire any right, title or
interest in or to the comiXology Materials, whether by implication, estoppel,
or otherwise, except for the limited rights set forth in this Agreement.

5. Reporting Infringement

We respect the intellectual property rights of others. If
you believe that any content on the Service infringes your intellectual
property rights, you should contact us using the information in section 25 and
provide sufficient information for us to investigate the claim further.

If you wish to submit a notification of copyright
infringement under the Digital Millenium Copyright Act, please submit a written
notice that includes (a) a physical or electronic signature of a person
authorized to act on behalf of the owner of an exclusive right that is
allegedly infringed, (b) identification of the copyrighted work claimed to have
been infringed, or, if multiple copyrighted works at a single online site are
covered by a single notification, a representative list of such works at that
site, (c) identification of the material that is claimed to be infringing or to
be the subject of infringing activity and that is to be removed or access to
which is to be disabled, and information reasonably sufficient to permit us to
locate the material, (d) information reasonably sufficient to permit us to
contact you, such as an address, telephone number, and, if available, an
electronic mail address at which you may be contacted, (e) a statement that you
have a good faith belief that use of the material in the manner complained of
is not authorized by the copyright owner, its agent, or the law, and (f) a
statement that the information in the notification is accurate, and under
penalty of perjury, that you are authorized to act on behalf of the owner of an
exclusive right that is allegedly infringed.

We personalize content and features as part of the Service
provided in this Agreement, including by showing you recommendations on
features, content and services which might be of interest to you.

7. Privacy

The Company respects your privacy and has established
certain policies and procedures relating to the collection and use of your
personal information in connection with your use of the Service. Our Privacy Policy
is available on the Website and applies to your use of the Service.
By using the Service you are agreeing to the terms of the Privacy Policy
as updated from time to time.

8. Fees and Payment

Certain features of the Service, such as purchasing a
license to view certain Digital Content, require the payment of fees. All such
fees must be paid in advance. All transactions are final and, except as
expressly provided herein, the Company does not issue any refunds. The Company
reserves the right to modify prices and fees applicable to future transactions
at any time for any reason in its sole discretion.

9. Third Party Fees

The use and operation of your mobile or other device and
your use of mobile or fixed network services in connection with your use of the
Service may be subject to separate third party terms of service and fees (such
as roaming, data, and other applicable fees charged by your mobile network
operator). You are solely responsible for payment of any and all such fees and
compliance with any and all applicable terms.

10. User Postings and Third Party Content

A. Certain features of our Service may enable you or other
end users to post on our Service, or submit to us, content, including text,
data, photographs, graphics, images, information, video clips, audio clips, and
any combination of these elements (“User Postings,” which shall include the
name you use in connection with such postings and any comments or suggestions
you make regarding the Service). You grant to us a non-exclusive, worldwide,
royalty-free, perpetual, irrevocable, transferable, sub-licensable (through
multiple tiers), right, in any media existing now or in the future, to use,
copy, reproduce, distribute, publicly display, publicly perform, edit, modify,
adapt, translate, exploit, and prepare derivative works based on (collectively,
“Use”) your User Postings. By submitting User Postings, you represent and
warrant to us that you own all of the rights to such User Postings and that Use
(as defined above) of your User Postings does not and will not (i) violate any
applicable law or (ii) violate the rights of, or cause physical, financial, or
other harm to, any person or entity. You acknowledge that your indemnification
obligation as described in Section 16 applies to your User Postings. Your User
Postings may be Used with or without the name you use in connection with such
postings. You agree that the Company is not responsible for User Postings,
whether by you or anyone else.

B. You acknowledge that content similar or identical to your
User Postings (“Similar or Identical Content”) may have been or may in the
future be submitted to the Company by other persons, or may have been or may in
the future be made public by other persons. You agree that you are not entitled
to any compensation from the Company, will not assert any claim against the
Company, and the Company will not be liable to you, for any matter relating to
such Similar or Identical Content, including the reproduction, sale, distribution,
public display, public performance, exploitation of, and the making of
derivative works based on such Similar or Identical Content. You acknowledge
that it would not be feasible for the Company to offer features involving User
Postings without your agreement to the terms of this section 10.B.

C. Our Service (including User Postings) may contain links
to various third party websites and services. Those sites and services are not
under our control. Those sites and services may have their own terms of service
and other policies, which we strongly suggest you review if you visit them or
utilize them. We are not responsible for any aspect of those third party sites
or services.

11. Changes to this Agreement

The Company may change this Agreement at any time and
without prior notice to you. If the changes are material, the Company may
notify you of such changes by posting or displaying a notice on this page or
otherwise on our Service, by email, or by any other method we choose in our
discretion. Changes are effective (the “Effective Date”) when the revised
Agreement is made available through our Service or through any other method the
Company chooses, or at any later date specified in the revised Agreement. Your
use of the Service after a change is effective will be governed by the
Agreement as changed. You should review this Agreement regularly while you are
connected to the Internet so that you are aware of the most current rights and
obligations relating to use of the Service. The Agreement will note the
effective date of each version.

12. Termination

The Company may terminate the Service and block or disable
your access to the Service at any time, except as prohibited by applicable law.

13. Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU
EXPRESSLY AGREE THAT ACCESS TO AND USE OF THE SERVICE IS AT YOUR SOLE RISK. THE
SERVICE IS PROVIDED "AS IS," “WITH ALL FAULTS” AND “AS
AVAILABLE," WITHOUT WARRANTY OF ANY KIND. THE COMPANY DISCLAIMS ALL WARRANTIES,
EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO,
IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, TITLE,
QUALITY, AND NONINFRINGEMENT. THE COMPANY MAKES NO REPRESENTATIONS, AND
EXPRESSLY DISCLAIMS ANY WARRANTIES, OF ANY KIND, REGARDING THE ACCURACY,
COMPLETENESS, RELIABILITY, APPROPRIATENESS, AND TIMELINESS OF ANY CONTENT
AVAILABLE THROUGH THE SERVICE. THE COMPANY MAKES NO REPRESENTATIONS OR
WARRANTIES THAT THE SERVICE OR YOUR ACCESS TO AND USE OF THE SERVICE WILL BE
UNINTERRUPTED OR ERROR-FREE, FREE OF VIRUSES, MALICIOUS CODE, OR OTHER HARMFUL
COMPONENTS, OR OTHERWISE SECURE. THE COMPANY IS NOT RESPONSIBLE FOR ANY DAMAGE
TO YOUR MOBILE, TABLET, LAPTOP OR DESKTOP DEVICE, COMPUTER SYSTEM, OTHER
HARDWARE, OR SOFTWARE, OR FOR ANY LOSS OF OR DAMAGE TO DATA THAT MAY RESULT
FROM YOUR USE OF THE SERVICE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF
CERTAIN WARRANTIES. ACCORDINGLY, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO
YOU.

14. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE
COMPANY AND ITS AFFILIATES, AND THEIR SUCCESSORS, OFFICERS, DIRECTORS,
EMPLOYEES, AGENTS, CONTRACTORS, SUPPLIERS AND BUSINESS PARTNERS (COLLECTIVELY,
THE “COMPANY AND ASSOCIATES”) WILL NOT BE LIABLE FOR LOSS OF BUSINESS, REVENUE,
OR PROFITS, OR LOSS OF OR DAMAGE TO DATA, EQUIPMENT, OR SOFTWARE, ARISING OUT
OF OR RELATING TO THE SERVICE, OR ANY DAMAGES ARISING OUT OF OR RELATING TO
UNLICENSED OR UNAUTHORIZED USE OF THE SERVICE, OR CONSEQUENTIAL, INDIRECT, INCIDENTAL,
SPECIAL, PUNITIVE, EXEMPLARY, OR SIMILAR DAMAGES ARISING OUT OF OR RELATING TO
THE SERVICE, REGARDLESS OF THE FORM OF ACTION OR THE BASIS OF THE CLAIM AND
WHETHER OR NOT THE COMPANY AND ASSOCIATES HAVE BEEN ADVISED OF, KNOW OF, OR
COULD FORESEE THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING ANY FAILURE
OF THE ESSENTIAL PURPOSE OF THIS AGREEMENT OR ANY LIMITED REMEDY HEREUNDER. IN
NO EVENT WILL THE TOTAL LIABILITY OF THE COMPANY AND ASSOCIATES FOR ALL
DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THE
SERVICE, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), WARRANTY, STRICT
LIABILITY OR OTHERWISE EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR USE OF THE
SERVICE DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE YOUR CLAIM
AROSE, OR ONE HUNDRED DOLLARS, WHICHEVER IS GREATER. SOME JURISDICTIONS MAY NOT
ALLOW LIMITATIONS OF LIABILITY, AND, ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS
MAY NOT APPLY TO YOU.

15. Basis of the Bargain and Risk Allocations

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE
THAT THE COMPANY HAS OFFERED THE SERVICE, SET ITS PRICES, AND ENTERED INTO THIS
AGREEMENT IN RELIANCE ON THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF
LIABILITY SET FORTH HEREIN, THAT THOSE WARRANTY DISCLAIMERS AND LIMITATIONS OF
LIABILITY REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND THE
COMPANY, AND THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET
FORTH HEREIN ARE AN ESSENTIAL PART OF THE BARGAIN BETWEEN YOU AND THE COMPANY. THE
COMPANY WOULD NOT BE ABLE TO PROVIDE THE SERVICE TO YOU ON AN ECONOMICALLY
REASONABLE BASIS WITHOUT THESE DISCLAIMERS AND LIMITATIONS.

16. Indemnification

You agree to indemnify, defend, and hold harmless the
Company and Associates against any losses, liabilities, claims, causes of
action, and expenses (including, but not limited to, reasonable attorneys fees
and costs of investigation, whether before or after assertion of a formal
claim, and reasonable litigation expenses) arising out of or relating to your
use of the Service, your violation of this Agreement or any applicable
Supplemental Terms, or your violation of any applicable law or regulation.

17. Disputes

Any dispute or claim relating in any way to your use of
the Service, or to any products or services sold or distributed by or through
us will be resolved by binding arbitration, rather than in court, except
that you may assert claims in small claims court if your claims qualify. The
Federal Arbitration Act and federal arbitration law apply to this agreement.

There is no judge or jury in arbitration, and court review of an arbitration
award is limited. However, an arbitrator can award on an individual basis the
same damages and relief as a court (including injunctive and declaratory relief
or statutory damages), and must follow the terms of this Agreement as a court
would.

To begin an arbitration proceeding, you must send a letter requesting
arbitration and describing your claim to our registered agent Corporation
Service Company, 300 Deschutes Way SW, Suite 304, Tumwater, WA 98051. The
arbitration will be conducted by the American Arbitration Association (AAA)
under its rules, including the AAA's Supplementary Procedures for
Consumer-Related Disputes. The AAA's rules are available at www.adr.org or by
calling 1-800-778-7879. Payment of all filing, administration and arbitrator
fees will be governed by the AAA's rules. We will reimburse those fees for
claims totaling less than $10,000 unless the arbitrator determines the claims
are frivolous. Likewise, we will not to seek attorneys' fees and costs in
arbitration unless the arbitrator determines the claims are frivolous. You may
choose to have the arbitration conducted by telephone, based on written
submissions, or in person in the county where you live or at another mutually
agreed location.

We each agree that any dispute resolution proceedings will be conducted only
on an individual basis and not in a class, consolidated or representative
action. If for any reason a claim proceeds in court rather than in
arbitration we each waive any right to a jury trial. We also both agree
that you or we may bring suit in court to enjoin infringement or other misuse
of intellectual property rights.

18. Applicable Law

By using the Service, you agree that the Federal Arbitration
Act, applicable federal law, and the laws of the state of Washington, without regard
to principles of conflict of laws, will govern this Agreement and any dispute
of any sort that might arise between you and the Company.

19. Legal Restrictions

Use of the Service is unauthorized and unlicensed wherever
it is unlawful under applicable law. You may not use the Service at any place
or in any manner that would violate any applicable technology control, export,
or import laws. Any offer of any feature, product or service is void where
prohibited. The Company may limit or deny to any person, in its sole
discretion, access to any feature, product or service.

20. Severability

If any provision of this Agreement is held to be unlawful,
invalid or unenforceable, the remaining provisions of this Agreement shall be
unimpaired and remain in full force and effect, and to the maximum extent
permitted by applicable law, the illegal, invalid or unenforceable provision
shall be amended to achieve as closely as possible the common intentions of the
parties as expressed in the original term.

21. Captions and Terminology

The title of and captions in this Agreement are for the
convenience of the reader and shall not affect the interpretation of the
Agreement. The terms “include,” “includes,” “including,” and “such as” mean
“include, without limitation,” “includes, without limitation,” “including,
without limitation,” and “such as, but not limited to,” respectively.

22. Assignment

The Company may, in its sole discretion, assign its rights
and/or delegate its duties under this Agreement. You may not assign your rights
or delegate your duties, and any assignment or delegation without the written
consent of the Company, which the Company may withhold in its sole discretion,
shall be void.

23. Entire Agreement

This Agreement is the entire agreement between you and the
Company with respect to the subject matter hereof, and supersedes all prior and
contemporaneous agreements, arrangements, understandings, and representations,
whether oral or written, regarding the subject matter hereof. This Agreement
may be changed only by the Company as described in Section 11, or by a written
agreement signed by you and an authorized executive officer of the Company.

24. No Waivers

Failure by the Company to exercise, or delay in exercising, a
right, power, or remedy available under this Agreement or applicable law shall
not constitute a waiver of that right, power or remedy. Waiver by the Company
of any obligation or breach of this Agreement shall not operate as a waiver of
any other obligation or other breach of this Agreement.

25. Contacting the Company

The Service is offered by Iconology, Inc. You may contact us
at support@comixology.com; 512 Seventh Avenue, 12th Floor, New York,
NY 10018, U.S.

Recent Changes to the Agreement

We updated the Agreement on the date listed at the top of
this Agreement. Below is a list of sections we changed. You should carefully
review the revised Agreement in its entirety to ensure you understand fully all
terms of the revised Agreement.

·We modified the law that governs this Agreement and any dispute
of any sort that might arise between you and the Company.

·We added an arbitration provision that governs the forum in which
those disputes will be heard.